Governance Model

Organization circle
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Hi, after our thematic meeting on a possible Governance model, I have started to draft such model for our current “consortium”. Taking this as an agreement between members organisations who wish to produce and use the services of The Online Meeting Cooperative. Over time we might convert this as a basis for the constitution of a new legal entity.

Please have a look and contribute to it: https://wiki.meet.coop/wiki/Governance_model

There’s still a lot of doubts, and I have tried to leave out things too specific to be regulated outside the agreement. You will also see that I have kept individual members inside, although we will need to see how we can manage that in practice, especially due to the current lack of a smooth onboarding procedure where people and organisations can sign up to get a SSO user account and access one of the various GL containers. But that’s a short term hurdle I’d hope. Our governance model could still include individuals, for when and how we get a clear solution to these issues. (open for discussion as everything of course).

Also today I have grouped the forum threads about topics that are very much part of the design of our Sustainability Model under this new category. Hopefully this helps us to organise our information somewhat :wink:

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For discussion at our meeting today, here https://cloud.owncube.com/s/P9Bn4fSNBAz4DKm is a deck of slides proposing a map of principles for governance.

Following our discussion on Tuesday and @wouter 's draft https://wiki.meet.coop/wiki/Governance_model the basic problem seemed to me to be the relationship between the operational reality of managing Greenlight containers and payments for various kinds of digital service, and on the other hand, the purpose of meet.coop - which is stewarding digital commons and developing a commons-cooperative economy.

So . . in the attached slide deck, the first is on the left, the second is on the right, and the schemas propose relationships between them, which need to be specified in the governance.

The slide deck ends up with a sort of ‘ontology for meet.coop’. Anything in this map needs to be named in a governance agreement?

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copy and pasting from email to keep all threads together:

Oli said:

Just a quick note on the nomenclature for the governance - I think the words “producer” and “consumer” are wrong for the kind of organisation we hope to build… we don’t really “produce” anything and we don’t want “members” of our co-op that might like to pool resources to build shared infrastructure too think of themselves as “consumers” - that’s OLD SKOOL capitalist language!

Please can we change those names - even if the rest of the governance has to stay the same!?

I would maybe suggest “founders” and “members” instead…

But really I think the whole governance set up is wrong… and needs VERY careful consideration before we move forward with it…. Because (as mentioned on our call - and as others have pointed out) what we do now WILL stick.

I think we should be WAY more focussed on who is in the ‘core team’ i.e. who will be doing THE WORK - and by this I don’t mean co-ops, I mean which people. Without these key people Meet.coop will not work - so I think they (the ‘core team’ or whatever we like to call them) should get MOST of the voting rights…

And other members classes should still be part of the coop but with less voting rights

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Thanks for your comments, @osb

That must be from the Spanish cooperative culture where we have worker coops and consumer coops, as two of the various types of cooperatives. We also call consumer members: “user members”, maybe that’s a more suitable term? In any case, what we want to get away from is the term “customers”: we want people to be members and contribute both with work and with consumption. Do you agree?

About that: “Founders”: do you think it useful to create a specific group of founder members inside the governance? Maybe we could do so to somehow protect the project from “hostile” takeover and/or to assure the project follows the initial ideas and principles as we are laying down together? I mean when we have 100 o 1000 members, the governance and power may change. Or when Zoom (for example) would have a bunch of their friends join us to change and possibly kill the project? Is that a scenario we should include, of are we confident that when we grow, it will be increasingly hard to do such takeovers anyway?

How can we make sure the current governance model is just for the transition phase to get to a level where we can take the next steps as a maturing community in a maturing governance model?

Yeap, I also think we should design more carefully such core team inside the organisational structure. Not sure yet how we’d best do it, any ideas?

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When and where was this established?

It’s unclear to me if this is shared among all members. Perhaps some members have a more modest goals of “reliable videoconferencing through a cooperative”.

I think what’s described in the deck is abstract and complex, and I would expect that to emerge over longer time-scale than mid-July or even September. It also needs to be discussed among members before saying “that’s what we’ll do” and that discussion I expect will happen over months.

This establishes a class of “Founders” that exclude future participation. It’s also doesn’t differentiate a “member” who uses the service vs. a “member” who stewards the service. For example:

  1. If Hypha members help build the ansibles / maintain the BBB backend, we are a Producer
  2. If Hypha runs a Greenlight front-end and sell to clients, we are a Consumer
  3. If Hypha does bothm we are a Producer-Consumer

That is very clear to me. I don’t know how to meaningfully classify our involvement into the Founder vs. Member framing.

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yes :slight_smile: A frame for the discussion needs to be being put in place though - or as @osb has noted, what is being currently done, pagramtically, short-term, will set a frame for what can be done, long term.

developing a commons-cooperative economy

I find this here meet.coop - The Online Meeting Cooperative

some members have a more modest goals of “reliable videoconferencing through a cooperative”.

yes. This divergence of perception or ambition does need to be addressed. Short term, medium term.

what’s described in the deck is abstract and complex

Complex, yes. It’s a distributed social and technical system that is under development, going way beyond ‘code that runs’ on load-sharing servers. Abstract . . it could be presented concretely, and would take a lot of space. The slide deck is an attempt at some organisational design principles, not a design. And as above . . discussion over months. Pictures, in lieu of 1,000 words, at this point :wink:

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I’m a little bit behind on progress in this fast-moving project (exciting!), but …

It also raises the problem of what a new customer would do if they are in Aotearoa (for example), and there isn’t yet a member co-op active in the country. Would they be directed to the geographically nearest co-op (eg one in Oz)? Something else?

This raises a deeper question (which may have been asked elsewhere), is meet.coop;

a) a service for groups looking for a Zoom replacement for more serious meetings

b) a service for individuals looking for a Zoom replacement for casual chats

BBB can be used just as easily for one or the other. But as a business, I think meet.coop needs to pick one type of customer to design for, accepting of course that users who pay for a) might also end up doing a bit of b) or vice-versa.

It would be hard to convince casual chatters to pay, especially considering there are already a bunch of options for them, eg meet.jit.si and other more ephemeral Jitsi Meet and BBB instances. Besides, from the discussions I’ve seen so far, it seems like most of us envision meet.coop as serving groups (like Loomio) b), which means customers will be negotiating on behalf of more formal groups, and won’t mind going to a bit more effort to establish a relationship.

Just some things to keep in mind. Keep up the good work!

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We (ColloCall) are currently discussing the possibility of becoming a member and so the Governance model document seems to be the main point for orientation for us. Or are there other equally important documents that could help us in our discussion?

I already have a few question about the current draft:

Voting: Right now consumer members would have a majority of the vote. But at the same time right now there are way more producers than consumer members as it seems? This could create a imbalance, where only a few coops have a majority vote. What is the reasoning for the vote split being 60/40 and not 50/50? Note: I am not really deep into platform coops / consumer-producer coops.

The “Force Majeur” is not really clear for me, maybe this is because of language. What is idea behind this section in the document?

In general it’s not yet clear to us what it would mean for us to become a member. E.g. we would need to keep our “local” clients and probably wouldn’t bring clients in (at least for the near future) one reason being legal stuff but also business-wise. Our main contribution would probably be consulting and sharing server infrastructure/setting up infrastructure. But I guess this should be discussed at another place/time.

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I think this is a very good point, at the moment we are mostly producer co-ops, I think would help if anyone had the time to write an article on how we got to where we are now so new people could quickly get up to speed.

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Here I hope to summarize existing text about Membership and in relation to Voting.

At the moment we have the following definitions on the wiki’s Contributions page, followed by a table with 14 orgs (7 Producers / 3 Consumers / 4 Unclassified) in addition to 3 Individual contributions that are not an organization:

Individual contributions: basic user accounts are free so anyone can join an online session. We also want to allow people to host meetings with some restrictions (maybe 60 minutes max duration for free accounts). If you appreciate what we’re doing and/or the sessions being organised on this platforms, we encourage you to make a donation through LiberaPay to the project and session organisers. A donation of 120€ annually would make a huge contribution and will get you a hosting account plus 1 GB storage for recordings.

Consumer members: Annual membership for the first year is established at a minimum of 500€ per consumer member. That will entitle the organisation to make use of the shared services, possible limitations in group size and frequency of large group sessions may apply, the first host account will have more recording storage capacity (5 GB). Bigger organisations and those with more intense usage are encouraged to make a larger contributions. Micro-organisations could also contribute less, according to their ability.

Co-producer members: organisations who want to get involved in the actual production and take responsibility for the operation of the shared services are invited to join as co-producers. We have a team of DevOps where deployment strategies and scripts are worked on and issues and improvements are discussed. The resulting knowledge and code is published transparently under free licenses. To become a co-producer member, a contribution valued at between 500 and 1000€ is requested in the form of time (20-40 hours), server resources and/or money. Co-producer members have all the benefits of consumer members plus their direct participation in the production enables them to replicate this service for their own communities.

Then there is a Membership page that describes:

The producer members commit to dedicate time and/or money and other resources. The consumers make a financial contribution to the group of producers. Without the immediate need to set up yet another legal entity, the initial co-producers have agreed to take responsibility for the project and receive contributions from other members on behalf of the Meet.coop project.

This is followed by steps to become a member, through one of: Webarchitects, femProcomuns, Collective.tools.

Then the Governance model page defines member as:

Members are those people and organisations that are actively contributing towards the sustenance of The Online Meeting Cooperative. Monetary contributions are made through any of the custodian members. Custodian members are the organisations who have taken legal responsibility for the cooperative project and take funds in custody for it to be spent according to collective agreement.

with classes:

  • Producer members (organisations)
  • User members (organisations)
  • User members (individuals)

and voting by membership class and strength:

  • Producer members (organisations): 40%
  • Consumer members (organisations): 35%
  • Consumer members (individuals): 25%

Comments people have raised here and in meetings:

Membership

  • @osb wants to avoid “producer” and “consumer”, and suggests “founders” and “members”
  • @wouter suggests “user members” > “customers” framing, and words like “founders” can be used to prevent hostile takeover
  • @benylau thinks “producer” and “consumer” makes it easy to classify organizational membership, and “founders” signals exclusivity to future members and is a confusing role
  • @chris brought up that at WebArchitects they have “user members who are workers and employees”, “members who aren’t employees”, in theory also “investors” (each has 1/3 votes)

Voting

  • @osb wants the “core team” (the people doing the work) to have more voting rights
  • @hng right now we have majority of producer members, but consumer members have majority of the vote
  • At the 25 June 2020 meeting, individual contributors can influence decisions through a coop they can join
  • At the 25 June 2020 meeting, @chris brought up Sociocracy circles (e.g. sysadmin circle, marketing circle, client support circle, etc.) and @mikemh supports moving to that asap as we map our domains of responsibilities
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Looking at existing resources, I believe our first step is to agree on terminologies as the following are inconsistently used across documentation:

  • Individual contributions
  • Consumer members
  • Co-producer members
  • Producer members
  • Custodian members
  • User members (organisations)
  • User members (individuals)
  • Consumer members (organisations)
  • Consumer members (individuals)
  • Initial co-producers
  • Founders
  • Members

It is also unclear whether an org/individual can be two of the above (e.g. a Producer-Consumer Member, or a Producer-Custodian member) and if so how does it get reflected in Voting.

Are Producers necessarily also Consumers? What is someone is providing service without ever using the service themselves?

I am also unsure how these map to the concept of Membership in Sociocracy Circles.

Without going into terminologies, the classification @chris uses at WebArchitects makes sense:

  • Members who are also workers
  • Members who aren’t workers
  • Investors

Our current membership excludes Investors, which I imagine to be people who neither contribute work or use the services but they give money for a return. I am fine with not having that, as I believe that’s contrary to either worker ownership or worker-consumer ownership, but I don’t know if others feel the same.

Then there is the “core team” and “founder” ideas, where very involved and very early members have disproportionate decision-making power.

We also expressed intention to try and capture how we have been making decisions, and extend from that to build a governance model. What I’ve seen so far is that “Members who are also workers” are making most of the decisions. Consumer members like Free Knowledge Institute, have given input to what the requirements are, but in the end, it is the people building the platform making the decisions. It seems we are more like a worker-owned entity.

Perhaps we can extend this into circles. We’d have functional working groups essential to sustaining Meet.coop. Decisions that are within scope can be made within the group, but important decisions, or where working groups fail to find consensus, can be brought up to the larger circle (e.g. sysadmin circle consensed on using Greenlight frontend, but will consult larger group for how this matches up with business strategy), which is mainly made up of representatives of each circle.

In the larger circle, we can have voting strengths by working group, so organizations with members participating across many groups in the org can have more control. “Members who aren’t workers” are also invited to participate in these decisions to ensure the platform continues to serve their needs.

Examples

DevOps WG @chris @decentral1se @Yurko @hng
Business WG @mikemh @chris @wouter
Governance @mikemh @benhylau @wouter @osb
Finance WG @wouter @osb

I imagine it’s not difficult for DevOps to find consensus on most technical issues. Business may draft up service models but would want input from other members and would bring that to the larger circle, where WGs can vote for an aggregate strength of say… 70%, and “Members who aren’t workers” can vote for an aggregate strength of 30%. We can add in other classes like Founders or Investors if others feel necessary.

This is a low overhead process that allows most decisions to be made via consensus within a small group of very involved people in a domain, so we can move quickly, but also having a more laborious process available to keep things democratic and prevent cooption. If @benhylau + 3 others suddenly join the Finance WG and propose to give all the revenue to themselves, @wouter @osb can take it to the larger circle and everyone will vote him down and probably motion to to terminate his org’s membership. This also prevents orgs from joining, but practically doing nothing, and yet retain significant voting power forever. I believe the people doing the work now, and secondly those who actively depend on its service, should have the most say in the organization.

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summarize existing text about Membership and in relation to Voting

Heroic labour @benhylau :+1: Really good to have thankx.
But goodness, it’s multi-dimensional isn’t it! Aka a tangle :wink:

I believe our first step is to agree on terminologies

I agree :+1: I’m working today on a schema of categories, system-mapping-style. I can’t guarantee it will map exactly on to the thinking in your last post, but will do my best to match them up and build on (or at least reference) that rather than go off at a tangent.

My basic focus in mapping is on confusions/ambiguities between:

  • On one hand - formal voting matters and transactional money-handling matters (including both payment for work and payment for services) and

  • On the other hand - practical contributions of hands-on labour (of numerous kinds) to the evolving everyday practice of the coop as a working organisation, together with

  • reward for these contributions (including credits as distinct from payments?) and
  • the ways that everyday executive choices get made (in “circles” aka functional working groups? using forum polls? etc) as distinct from ‘rulings’ and formal voting choices on strategic commitments, made in “an assembly” (aka ‘the larger circle’?) of the entire coop.

I’ve a sense this might converge with where your recent post is headed - though perhaps not in one simple phase! Fingers crossed. Thanks again for the labour on this :smiley:

the people doing the work now, and secondly those who actively depend on its service, should have the most say

The basic convergence lies there, I think. I see this as ‘contribution based’ governance, as distinct from stakeholder (share-based) governance, which is traditional in coops. In a certain sense, this makes the whole enterprise very ‘worker’ centred and ‘production’ oriented. Passive consumption isn’t allowed to have a lot of weight.

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When shall the governance circle (?!) meet? Tuesday again? 11:30 CET again? Or something suited to transatlantic timing?

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@robert.best do you plan on attending this one? I am available Tuesday between 11:30-14:00 CET and 16:00-18:00 CET. Do these times work for whoever else wants to attend?

@mikemh I know of Sociocracy, Enspiral, and DisCO (as in this?), but have not dug deep into their specific terminologies and processes. That’s why I am trying to stay away from specific terminologies, and would like others who have more background context to weigh in on that. I expressed my general idea toward something that can map to our existing practice and can be implemented in a short time, taking into consideration various discussions that happened over last couple weeks. Please don’t feel the need to take any of my terminologies, I’d much prefer terminologies that are well-established among other communities.

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Yes that one. DisCO includes circles as core forms of work organisation. Also contribution accounting. And care work (including work in commons transition - called ‘love work’ by them) alongside livelihood work (paid work for clients). The Enspiral principle of openvalue accounting is included within DisCO’s contribution accounting framework.

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@chris @wouter @osb Is the later time OK for you? So that @robert.best isn’t precluded from joining? It’s ok for me.

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Anytime is fine for me.

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There’s a lot of ongoing exchange in System architecture and Marketing threads, so this will not match up with what’s current by the time we meet tomorrow or Thursday . . but here is a slide deck that attempts to map dimensions of agile, distributed work organisation and governance design. On one hand, with a view to what meet.coop might be aiming for. On the other hand, with reference to immediate urgent matters including

  • circle work organisation and agile executive action
  • a meet.coop assembly and members’ voting rights, and
  • contribution accounting

The slides adopt a basic perspective, that governance and work organisation in meet.coop have two simultaneous frames:

  • an operational, transactional frame (‘the green box’ in the schemas, on the left) which is inter-organisational, involving accounts, account management, service levels and payments; and
  • a practical, collaborative frame (‘the red box’) that is made up of the specific individuals who in fact are doing the work of making meet.coop work, in the short- and long-term, via a number of kinds of contributions, contributed in a number of circles which take agile-executive action (within limits to be agreed).

Then, handling governance overall, across both frames

  • an assembly which makes rulings and agrees commitments of meet.coop, via formal voting rights based on contributions not shareholdings, allocated to various constituencies. The circles bring matters to the assembly’s agenda, including stuff they can’t resolve or is too big. The assembly sets the frame for the circles, between assembly meetings.

The present ad-hoc weekly video forum is unlike any of this, so what its ongoing role will be is unclear. Its contribution will change, once there are circles. This here Discourse forum has a relevance to how circles might choose to operate (fast feedback from interested parties?) but can’t be the mechanism of overall steering, which needs to be a designed, facilitated, ‘democracy event’ of the assembly, on some scale (probably using Consul or suchlike, with prep work done in Discourse and in circles) @petter .

The slide deck has a summary slide - an ‘ontology v0.1’ - which contains terms and relationships that will need to be named and defined in a formal governance agreement.

Depending on what tomorow’s meeting makes of this, I can put some of this into the wiki, where others can hack it?

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@benhylau the slide deck I’ve posted doesn’t come as close as I wanted to the groundwork you did earlier, sorry to say. The complexity of this system takes some mapping, and I’ve not had time for thoroughly ‘groundtruthing’ the maps in points raised in the threads. I do still feel though, that what I’m aiming to frame with the maps has basic similariy to where you would like to see things go. Whatever :wink: there will be convergence one day (‘rough consensus and a sustainable running collective’).

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Let’s have our meeting at 4 pm CEST on Tuesday (tmr) in the same room https://ca.meet.coop/b/wou-cyy-wpt with the goal of coming up with a concrete one-pager (no more) that can be distributed to anyone, and from reading that text alone that they will understand what Membership entails (responsibilities and rights) and how decisions are made within the multi-stakeholder cooperative.

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